Safran Defends Deal With Zodiac Aerospace
2017年2月24日 - 3:42AM
Dow Jones News
By Robert Wall
LONDON -- French aerospace supplier Safran SA Thursday defended
its proposed EUR8.5 billion ($9 billion) acquisition of plane
cabin-interiors specialist Zodiac Aerospace SA after activist hedge
fund TCI Fund Management this month raised objections to the
deal.
Safran Chairman Ross McInnes said that the planned acquisition
"fits perfectly with the outline of our strategy" and that "its
financial parameters are in line with other comparable
transactions."
In a letter to TCI Chief Executive Christopher Hohn, Mr. McInnes
rejected the hedge fund call for Safran to scrap the deal and
pursue a EUR3 billion share repurchase.
Safran in January announced a plan to buy troubled Zodiac
Aerospace to become the world's No. 3 aerospace supplier to Boeing
Co. and Airbus SE behind United Technologies Corp. and General
Electric Co.
Safran said it would pay EUR29.47 a share for Zodiac in a tender
offer. If 50% of shares are tendered, the companies will merge
based on an exchange ratio of 0.485 a Safran share for each Zodiac
share. The structure will allow Zodiac's family shareholders and
two institutions to remain investors in the combined company.
Safran also would pay a EUR5.50-a-share special dividend to its
shareholders before the deal closes.
TCI, which said it owns almost 4% of Safran shares, on Feb. 14
said that Safran was "significantly overpaying for Zodiac."
Mr. McInnes said the purchase of Zodiac had the potential "to
create value over time as well as an immediate return on investment
for shareholders through the payment of a special dividend."
TCI also objected to the structure of the shareholder approval
process for Safran's purchase of Zodiac in a letter to both the
French aerospace supplier and the French stock-market regulator,
the Autorité des Marchés Financiers or AMF.
Mr. McInnes defended the process. TCI's demand for shareholders
to get a vote before the tender offer was made had no basis in
French corporate law, the Safran chairman said, adding that it was
"out of line with sound governance principals."
TCI couldn't immediately be reached for comment.
Write to Robert Wall at robert.wall@wsj.com
(END) Dow Jones Newswires
February 23, 2017 13:27 ET (18:27 GMT)
Copyright (c) 2017 Dow Jones & Company, Inc.
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